1. Definitions.
(a) “Umergency Website” means the Website located at www.umergencyapp.com (b) “App Store” means the iTunes Store, Google Play Store, or another service offeringfor applications to be downloaded on devices utilizing iOS or Android operating systems and approved by, or operated byApple, Inc. or Alphabet, Inc. or their parents, subsidiaries, affiliates, or assigns.
(c) “Umergency App” means the application, created by Umergency, and available for download from an approved app store, and designed to operate on the iOS or Android platoforms. (d) “Umergency Privacy Policy” means the Privacy Policy available at [www.umergencyapp.com/privacy].
The Umergency Privacy Policy is incorporated herein by reference.
(e) “Acceptance” means that the User has accepted the terms of this Terms of Service and has manifested said acceptance by clicking on the “I Accept/Agree” button at the bottom of this Terms of Service.
(f) “Purchase Price” is any payment due for services offered, and which User agrees to pay to Umergency for the Umergency App and related services.
2. Umergency’s Duties.
(a) Privacy of User’s Information. Umergency maintains the Umergency Privacy Policy. This Privacy Policy may be updated from time to time, and continued use of the Umergency App or Umergency Website shall indicate User’s asset to amendments of the Umergency Privacy Policy.
(b) Provision of Umergency App. Umergency shall allow User to access the Umergency App after the User has (1) indicated Acceptance of this Terms of Service and the Umergency Privacy Policy, and (2) has properly established an account on the Umergency App or through the Umergency Website. Umergency
may require payment before allowing User to use the Umergency App, or certain services offered by Umergency.
3. User’s Duties.
(a) Payment. User agrees to pay the Purchase Price for access to any services, at Umergency’s current pricing.
(b) Use of Umergency Products and Services. User agrees to use the Umergency App, the Umergency Website, and all other Umergency products and services only for the intended use of such products and services. User shall not use any Umergency product or service for any unlawful purpose. All information entered into the Umergency App or Umergency Website shall be truthful and accurate to the best of the User’s knowledge. User shall enter and forward to Umergency truthful and factually accurate information. (c) Intellectual Property Ownership. User recognizes that the entire Umergency App and content on the Umergency Website is Umergency’s intellectual property. Umergency retains and reserves all rights to its intellectual property.
4. License.
UMERGENCY GRANTS TO USER A NON-EXCLUSIVE LICENSE TO USE THE UMERGENCY APP AS PROVIDED IN THIS LICENSE. THE UMERGENCY APP IS LICENSED BY UMERGENCY TO USER FOR USER’S USE ONLY ACCORDING TO THE TERMS OF THIS TERMS OF SERVICE.
(a) Use of Umergency App. User may install and use the Umergency App only on devices running the intended operating system of the installed version. User may not download or install a version of the Umergency App on any device not running the intended operating system. (b) Term of License. This License Terms of Service is effective until terminated by Umergency. Umergency may terminate a User’s account or access to the Umergency App, the Umergency Website,
or any Umergency product or offering at any time, and for any reason.
(c) Restrictions. User may not resell, lease or rent the Umergency App. User may not modify, reverse engineer, decompile, disassemble or create derivative works from the Umergency App.
5. Age of User.
The Umergency App and the Umergency Website are intended for use only by users over thirteen (13) years of age. User represents and warrants (1) that User is thirteen (13) years of age or
older, and (2) that User will not provide Umergency with any information about any person under thirteen (13) years of age without the consent of any such person’s lawful parent or guardian.
6. Copyright.
The Umergency App is copyrighted material owned by Umergency and is protected by United States copyright law and by international treaties. User agrees that Umergency owns and holds title to the Umergency App and all subsequent copies thereof regardless of the form or media, and that all title, ownership rights, and intellectual property rights in the Umergency App shall remain with Umergency. User may not copy or otherwise reproduce any part of the Umergency App with the exceptions specified in Paragraph 4(a).
User may physically transfer the software electronically over a network but may not distribute the Umergency App to others.
7. Use of Umergency Provided Forms.
Umergency may provide forms, templates, and other documents for the convenience of User. Umergency does not warrant that these forms will be (1) accepted by any healthcare provider, (2) held to be legally enforceable by any court of law, (3) legally adequate in any particular jurisdiction, or (4) will be suitable for any particular purpose. User shall obtain medical or legal advice from licensed professionals, of the User’s choosing, before using any Umergency provided form, template or document.
8. No Medical or Legal Advice.
Umergency does not practice medicine or law. No service offered by Umergency is legal or medical advice. The Umergency App and the Umergency Website do not replace the advice of licensed professionals. User is encouraged to obtain legal or medical advice before using, or relying on, any Umergency product or service. UMERGENCY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM USER’S FAILURE TO OBTAIN COMPETENT LEGAL OR MEDICAL ADVICE.
9. Emergency Use.
Full functionality of the Umergency App and the Umergency Website requires a stable internet connection. In emergency situations, internet connections may fail, become unstable, become slow, or otherwise be inaccessible to User.In the event of an emergency, User should call 9-1-1,
or a local phone number to be connected to emergency services.
10. Disclaimer of Warranties.
The services and products provided by Umergency under this Terms of Service are provided “AS IS,” WITHOUT WARRANTY OF ANY KIND TO USER OR ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OF THE COMPUTER PROGRAM, FITNESS FOR USER’S PURPOSE OR SYSTEM INTEGRATION; INFORMATIONAL CONTENT OR ACCURACY; NON-INFRINGEMENT; QUIET
ENJOYMENT; AND TITLE. USER AGREES THAT ANY EFFORTS BY UMERGENCY TO MODIFY ITS GOODS OR SERVICES SHALL NOT BE DEEMED A WAIVER OF THIS DISCLAIMER OF WARRANTIES. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE UMERGENCY APP OR THE UMERGENCY WEBSITE REMAINS WITH USER. USER IS SOLELY RESPONSIBLE FOR ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE UMERGENCY WEBSITE, SERVICES AND UMERGENCY APP AND WITH OTHER PERSONS WITH WHOM USER COMMUNICATES OR INTERACTS AS A RESULT OF USER’S USE OF THE UMERGNECY WEBSITE, UMERGENCY APP, OR SERVICES. USER UNDERSTANDS THAT UMERGENCY DOES NOT SCREEN OR INQUIRE INTO THE BACKGROUND OF ANY USERS OF THE UMERGENCY WEBSITE OR UMERGENCY APP, OR SERVICES, NOR DOES UMERGENCY
MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE UMERGENCY WEBSITE, SERVICES OR UMERGENCY APP. UMERGENCY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE UMERGENCY WEBSITE, UMERGENCY APP, OR SERVICES. USER AGREES TO TAKE REASONABLE PRECAUTIONS IN ALL
COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE UMERGENCY WEBSITE, UMERGENCY APP, SERVICES AND WITH OTHER PERSONS WITH WHOM USER COMMUNICATES OR INTERACTS AS A RESULT OF USER’S USE OF THE UMERGENCY WEBSITE, UMERGENCY APP, OR SERVICES.
11. Limitation of Liability.
USER AGREES THAT UMERGENCY, ITS EMPLOYEES, SHAREHOLDERS, DIRECTORS, OFFICERS AGENTS, ATTORNEYS, ASIGNS, AND SUCCESSORS IN INTEREST SHALL NOT BE LIABLE TO USER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, INTERRUPTION OF BUSINESS, BODILY INJURY, COMPUTER OR SYSTEM FAILURE OR DAMAGE,
OR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND WHETHER UNDER THIS TERMS OF SERVICE OR OTHERWISE, EVEN IF UMERGENCY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, SUCH DAMAGES WERE
REASONABLY FORESEEABLE TO UMERGENCY, OR UMERGENCY WAS GROSSLY NEGLIGENT. IN NO EVENT SHALL UMERGENCY’S LIABILITY EXCEED THE GREATER OF THE PURCHASE PRICE
PAID BY USER FOR THE UMERGENCY APP OR FIFTY UNTED STATES DOLLARS ($50 USD). USER AGREES THAT ANY EFFORTS BY UMERGENCY TO MODIFY ITS GOODS OR SERVICES SHALL NOT BE DEEMED A WAIVER OF THIS LIMITATION OF LIABILITY. Some jurisdictions do not permit the
exclusion or limitation of liability for consequential or incidental damages, and, as such, some portion of the above limitation may not apply to User. In such jurisdictions, Umergency’s liability is limited to the greatest extent permitted by law.
12. Export Restrictions.
User agrees not to export the Umergency App or any copies thereof or any products utilizing the Umergency App in violation of any applicable laws or regulations of the United States. User agrees to indemnify Umergency from liability if User violates any such laws or regulations.
13. Force Majeure.
Umergency shall not be liable hereunder for any failure or delay in the performance of its obligations under this Terms of Service if such failure or delay is on account of causes beyond its control, including power outages, internet outages, faults in the iOS or Android operating systems, labor disputes, civil commotion, war, fires, floods, inclement weather, governmental regulations or controls, casualty, government authority, strikes, or acts of God, in which event Umergency shall be excused from its obligations for the period of the delay and for a reasonable time thereafter.
14. Severability.
If, for any reason, any provision of this Terms of Service is held invalid, such invalidity shall not affect the remainder of this Terms of Service, and this Terms of Service shall continue in force and effect to the full extent allowed by law.
15. Choice of Law.
This Terms of Service shall be construed and controlled by the laws of the State of California. Any dispute concerning or breach of the terms of this Terms of Service will be governed by the laws of the State of California.
16. Indemnification.
Umergency shall not undertake to resolve any disputes or litigation on User’s behalf involving use of the services or products described herein, and User agrees that it shall indemnify, hold Umergency harmless and defend Umergency against any disputes involving use of the Umergency App.
17. Arbitration and Waiver of Trial by Jury.
User and Umergency agree that any dispute, claim or controversy arising out of or relating to this Terms of Service or the breach, termination, enforcement, interpretation or validity thereof or the use of the Site, Services or Application (collectively, “Disputes”) will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. User acknowledges and agrees that User and Umergency are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both User and Umergency otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this section will survive any termination of these Terms. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org/si.asp?id=3477 and a separate form for California residents at
www.adr.org/si.asp?id=3485.) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules. Unless User and Umergency otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents User and Umergency submit to the arbitrator, unless User or Umergency requests a hearing or the arbitrator determines that a hearing is necessary. If a claim exceeds $10,000, any right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of this Terms of Service, including but not limited to, any limitation of liability as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If User prevails in arbitration User will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law. Umergency will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys’ fees and expenses if it prevails in arbitration. User’s responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if User’s claim for damages does not exceed $75,000, Umergency will pay all such fees unless the arbitrator finds that either the substance of User’s claim or the relief sought in User’s Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). Notwithstanding the provisions of the “Modification” section above, if Umergency changes this “Dispute Resolution” section after the date User first accepted these Terms (or accepted any subsequent changes to these Terms), User may reject any such change by sending us written notice (including by email to info@umergencyapp.com) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of Umergency’s email to User notifying User of such change. By rejecting any change, User is agreeing that User will arbitrate any Dispute between User and Umergency in accordance with the provisions of this “Dispute Resolution” section as of the date User first accepted this Terms of Service (or accepted any subsequent changes to this Terms of Service).
18. Entire Terms of Service.
This Terms of Service supersedes any and all other Terms of Services, either oral or in writing, between the parties with respect to the matters stated herein, and this Terms of Service contains all of the covenants and Terms of Services between the parties with respect thereto. This Terms of Service may be amended or modified only by a written Terms of Service signed by authorized representatives of both parties.